Conditions Precedent to the Initial Loans. The obligation of each Lender to make its initial Loan as part of the initial Borrowing shall be subject to the satisfaction of each of the following conditions precedent on or before the date thereof:
Conditions Precedent to the Initial Loans. The obligation of each Bank to make its initial Loan shall be subject to the satisfaction of each of the following conditions precedent on or before the Closing Date:
Conditions Precedent to the Initial Loans. The obligations of the Initial Lenders to make the Loans constituting the initial borrowings are subject to the condition precedent that on or before the Effective Date each of the following documents shall have been delivered to the Agent in form and substance satisfactory to the Agent and its counsel, and each of the following actions shall have been performed to the satisfaction of the Agent and its counsel:
(a) The Agent shall have received the Facility Documents (including this Agreement, the Notes and the Security Documents identified on Schedule 4.01(a)) duly executed by each of the parties thereto, and in full force and effect;
(b) The Agent shall have received a certificate of the Secretary/Clerk or Assistant Secretary/Clerk of each of the Borrowers, dated the Effective Date, attesting to all corporate action taken by such Borrower, including resolutions of its Board of Directors authorizing the execution, delivery and performance of the Facility Documents to which such Borrower is a party and each other document to be executed and delivered by such Borrower pursuant to this Agreement and certifying the names and true signatures of the officers of such Borrower authorized to sign the Facility Documents and the other documents to be executed and delivered by such Borrower under this Agreement;
(c) The Agent shall have received a certificate of the Secretary or Assistant Secretary (or equivalent) of the Subsidiary Guarantor, dated the Effective Date, attesting to all corporate action taken by the Subsidiary Guarantor, including resolutions of their Board of Directors (or equivalent) authorizing the execution, delivery and performance of the Facility Documents to which the Subsidiary Guarantor is a party and each other document to be executed and delivered by the Subsidiary Guarantor pursuant to this Agreement and certifying the names and true signatures of the officers of the Subsidiary Guarantor authorized to sign the Facility Documents and the other documents to be executed and delivered by the Subsidiary Guarantor under this Agreement;
(d) The Agent shall have received evidence in form and substance satisfactory to the Agent that the merger of CMC with and into a Subsidiary of ACT (the "Merger Transaction") has been completed substantially in accordance with the terms set forth in the Form S-4 Registration Statement of ACT filed with the Securities and Exchange Commission on June 23, 1999, and that such merger and all related transactions comply ...
Conditions Precedent to the Initial Loans. The obligation of each Lender to make an Initial Loan provided for hereunder is subject to the fulfillment, to the satisfaction of Agent and each Lender, of each of the conditions precedent set forth on Schedule 3.1 to this Agreement (the making of such Initial Loan by a Lender being conclusively deemed to be its satisfaction or waiver of the conditions precedent).
Conditions Precedent to the Initial Loans. The effectiveness of this Agreement and the obligation of each Lender on the Closing Date to make its initial Loan requested to be made by it on the Closing Date shall be subject to the satisfaction of all of the following conditions precedent:
Conditions Precedent to the Initial Loans. The obligation of each Lender to make an initial Loan provided for hereunder and each Issuing Bank to make the initial extensions of credit provided for hereunder (including, without limitation, the deemed issuance of the Existing Letters of Credit hereunder as provided in Section 2.11(d)) is subject to the fulfillment, to the satisfaction of Agent, each Lender and each Issuing Bank, of each of the conditions precedent set forth on Schedule 3.1 to this Agreement (the making of such initial extensions of credit by a Lender or Issuing Bank being conclusively deemed to be its satisfaction or waiver of the conditions precedent).
Conditions Precedent to the Initial Loans. The obligation of each Lender to make the Loans requested, and the Obligation of the L/C Issuer to issue Letters of Credit to be issued by it on the Closing Date shall be subject to the satisfaction, or waiver by each of the Agents, of each of the following conditions precedent:
Conditions Precedent to the Initial Loans. The obligation of the Banks to fund the initial request for Loans or issue any Letter of Credit is subject to the condition precedent that the Agent shall have received the following, each in form and substance reasonably satisfactory to the Agent:
(a) This Agreement and the Notes.
(b) The Pledge Agreement and lien, tax and judgment searches reasonably satisfactory to the Agent, together with delivery of any certificate evidencing the stock or ownership interest pledged thereby and executed assignments separate from certificate (stock powers) for such certificates; provided, that stock of Entegris International Holdings B.V., may be held subject to a power of attorney under Netherlands law that is reasonably satisfactory to the Agent.
(c) A certificate or certificates of the Secretary or an Assistant Secretary of the Borrower, attesting to and attaching (i) a copy of the corporate resolution of the Borrower authorizing the execution, delivery and performance of the Loan Documents, (ii) an incumbency certificate showing the names and titles, and bearing the signatures of, the officers of the Borrower authorized to execute the Loan Documents, and (iii) a copy of the Articles or Certificate of Incorporation and the By-laws of the Borrower with all amendments thereto.
(d) A current Certificate of Good Standing for the Borrower issued by the appropriate state office.
(e) A legal opinion of counsel to the Borrower and the Guarantors, in the form of Exhibit G.
(f) The Agent’s Fee Letter.
(g) Payment of all fees and expenses then due and payable pursuant to Sections 2.11 and 9.4 hereof and pursuant to the Agent’s Fee Letter.
(h) Notice to Xxxxx Fargo Bank, National Association, that all Revolving Commitments under the Credit Agreement, dated as of June 8, 2007, under which Xxxxx Fargo Bank, National Association is Agent and sole Bank, are terminated and payment of any outstanding Obligations, as defined therein.
(i) Such other items as the Agent or the Required Banks shall reasonably require.
Conditions Precedent to the Initial Loans. The obligations of the Lenders to make the Loans constituting the initial borrowings are subject to the condition precedent that on or before the Effective Date each of the following documents shall have been delivered to the Agent in form and substance satisfactory to the Agent and its counsel, and each of the following actions shall have been performed to the satisfaction of the Agent and its counsel:
Conditions Precedent to the Initial Loans. The obligation of each Bank to make its initial Revolving Loan to the Borrower is subject to the conditions precedent that the Agent, on behalf of the Banks, shall have received, on or before the date hereof and approved, each of the following:
